The number of physician-scientists on medical school faculties has decreased by nearly 25% over the last twenty-five years. While no data exists specific to digestive, pancreatic, and liver related research, it is likely that similar declines have been seen in these areas. Studies have shown that undergraduate research opportunities (UROs) increase interest in science-related careers for nearly 70% of participants, with fewer than 10% reporting a decrease in their interest following completion of these programs. Moreover, quality mentorship is key for the development of young investigators and essential to attract more underrepresented minorities into science. In 2001, we identified a specific need for a URO, the Undergraduate Student Scholars Program (USSP), within the NIH Center for Molecular Studies in Digestive and Liver Diseases at the University of Pennsylvania. The USSP received initial funding through an R25 Education Program Grant from the NIDDK in 2004. The cornerstone of the USSP is an intensive laboratory-based research experience that entails close interaction with and mentorship by a training program faculty member. This laboratory work is supplemented by a comprehensive educational curriculum, which includes seminars by program faculty on topics in biomedical research, ethics, and laboratory safety, journal clubs, and a focused student research symposium. Over the prior funding period, we have successfully trained 59 students from colleges and universities throughout the country, of whom 33 have since graduated from college. Five of these graduates are now enrolled in M.D.-Ph.D. programs at leading institutions, with numerous others planning to pursue biomedical research careers through M.D. or Ph.D. programs. The USSP tracks the performance and outcomes of these students through longitudinal data and questionnaires and is guided by a multi-disciplinary and experienced Internal Advisory Board. The program also works closely with the Office of Diversity and Community Outreach in the University of Pennsylvania School of Medicine. The overarching interrelated specific aims of the USSP are two-fold: 1. to foster a strong interest among talented undergraduates in biomedical research with a focus on digestive, pancreatic, and liver research;and 2. to establish durable mentoring relationships between talented undergraduates interested in pursuing careers in biomedical research and supportive faculty mentors. This latter aim is a new focus of this renewal application and will be supported by an annual mentoring retreat for past participants. In addition, the involvement of the Office of Diversity and Community Outreach since the prior submission will expand and enhance our recruitment and mentorship of students who are members of underrepresented minorities. In aggregate, this innovative URO provides the superb faculty, excellent scientific resources, and exciting intellectual environment for trainees to expand their knowledge and interest in biomedical research. The key outcome of the USSP is to motivate trainees to pursue careers in biomedical research with a focus on digestive, pancreatic, and liver related research. The number of physician-scientists on medical school faculties has decreased by nearly 25% over the last twenty-five years. Studies have shown that undergraduate research opportunities (UROs) increase interest in science-related careers. The Undergraduate Student Scholars Program (USSP) is an innovative URO which combines an intensive laboratory-based research experience with a comprehensive educational curriculum and aims to motivate students to pursue careers in biomedical research in the digestive, pancreatic, and liver sciences.